End User License Agreement (EULA)

Definitions

For purposes of this Agreement, the following terms have the meanings set forth below:

"Product" means any digital file, document, template, framework, tool, assessment, system, or other digital deliverable purchased through the GallanDigital platform, including all component files and documentation included therein.

"Licensee" means the individual or business entity that completes a purchase of a Product through the platform.

"Authorized Users" means the Licensee and, where the Licensee is a business entity, employees and contractors of the Licensee who are engaged to perform work on behalf of the Licensee and who access the Product solely in that capacity.

"Client Deliverable" means a work product, report, presentation, analysis, or other output produced by the Licensee for a third-party client in the ordinary course of the Licensee's professional services engagement, in which the Product or elements thereof are incorporated.

"Contributor" means the credentialed third-party creator who listed and sold the Product through the GallanDigital platform.

"Derivative Work" means any adaptation, modification, customization, or transformation of a Product created by the Licensee pursuant to the permissions granted in Section 2.

"Intellectual Property" means all copyrights, trademarks, trade secrets, patents, and other proprietary rights subsisting in the Product and its component elements.

License Grant

Subject to your compliance with this Agreement and payment of the applicable purchase price, GallanDigital, on behalf of the Contributor, grants you a limited, non-exclusive, non-transferable, non-sublicensable license to:

• Access, download, and use the Product for your internal business purposes;
• Adapt, customize, or modify the Product for your internal use or for incorporation into Client Deliverables prepared for your clients; and
• Incorporate elements of the Product into Client Deliverables, provided that the Product itself — in its original or adapted form — is not separately distributed, resold, or made available to third parties as a standalone work.

This license is granted as of the date of confirmed payment and remains in effect unless terminated in accordance with Section 11 of this Agreement.

Authorized Users

The license granted under Section 2 extends to Authorized Users as defined in Section 1. You are responsible for ensuring that all Authorized Users comply with the terms of this Agreement. Any act or omission by an Authorized User that would constitute a breach of this Agreement if performed by you shall be deemed a breach by you.

The license does not extend to affiliates, subsidiaries, parent companies, or other entities under common control unless they are expressly named as Authorized Users at the time of purchase. If you require a broader organizational license, contact GallanDigital at support@gallandigital.com to discuss enterprise licensing terms.

Permitted Uses

The following uses of the Product are expressly permitted under this Agreement:

• Using the Product to support internal operational, financial, strategic, or management functions of the Licensee's business
• Adapting the Product's structure, content, or format to fit the Licensee's specific operational context
• Incorporating the Product or adapted elements thereof into Client Deliverables prepared for clients of the Licensee's professional services practice
• Retaining a copy of the Product for archival or reference purposes
• Sharing the Product with Authorized Users in the ordinary course of the Licensee's internal operations

Prohibited Uses

The following uses are expressly prohibited and constitute material breaches of this Agreement:

• Reselling, sublicensing, transferring, or assigning the Product or any license rights hereunder to any third party
• Distributing, publishing, or making the Product available to third parties as a standalone work, whether in original or adapted form, whether for compensation or free of charge
• Uploading, listing, or offering the Product — or any substantially similar Derivative Work — on any marketplace, platform, or digital storefront, including but not limited to competing platforms, Gumroad, Etsy, or any other distribution channel
• Removing, obscuring, or altering any copyright notice, attribution, trademark, or proprietary legend contained in or accompanying the Product
• Representing the Product as the Licensee's own original work in any public-facing context, including without limitation publications, presentations, or marketing materials
• Using the Product in any manner that violates applicable law, including intellectual property law, data protection law, or applicable export control regulations
• Reverse engineering, decompiling, or disassembling any software component of the Product
• Using the Product to train, fine-tune, or develop any artificial intelligence or machine learning model without the prior written consent of GallanDigital

Intellectual Property Ownership

GallanDigital operates as a platform that facilitates transactions between credentialed Contributors and buyers. GallanDigital does not create, author, or independently verify the content of any Product listed on the platform. Each Product is the work of the Contributor who listed it, and the Contributor bears sole responsibility for the originality, accuracy, and legal compliance of their Product content. Contributors represent and warrant to GallanDigital, under separate agreement, that their Products do not infringe the intellectual property rights of any third party.

The Product and all Intellectual Property rights therein are and remain the exclusive property of the Contributor who created the Product, with GallanDigital holding a platform license to distribute and sublicense the Product to buyers. This Agreement does not transfer to you any ownership interest in the Product or any Intellectual Property rights therein.

You acknowledge that your purchase grants you a license to use the Product as set forth in this Agreement, and nothing more. All rights not expressly granted herein are reserved by the Contributor and GallanDigital.

Where you create a Derivative Work pursuant to the permissions in Section 2, you own the incremental creative contribution you make to that Derivative Work. You do not own, and may not claim ownership of, the underlying Product elements incorporated in your Derivative Work. You may not register copyright in any Derivative Work in a manner that purports to cover the underlying Product elements.

Attribution

You are not required to display public attribution to GallanDigital or the Contributor when using the Product in internal operations or Client Deliverables. However, you may not affirmatively represent the Product as your own original creation in any public-facing context.

If you choose to reference the source of a Product in a Client Deliverable or publication, the following attribution format is acceptable: "Adapted from a product sourced through GallanDigital (gallandigital.com)."

Attribution is optional unless otherwise specified in the product listing.

Export Control

The Products available on the GallanDigital platform are subject to the export control laws and regulations of the United States, including the Export Administration Regulations (EAR) administered by the U.S. Department of Commerce Bureau of Industry and Security. By purchasing and using any Product, you represent and warrant that:

• You are not located in, and are not a national or resident of, any country subject to U.S. government embargo or designated as a "terrorist supporting" country by the U.S. government
• You are not listed on any U.S. government list of prohibited or restricted parties, including the Specially Designated Nationals List, the Entity List, or the Denied Persons List
• You will not use any Product for any purpose prohibited by U.S. export control laws, including the development of nuclear, chemical, biological, or radiological weapons or missile technology

GallanDigital reserves the right to refuse or cancel any purchase where compliance with applicable export control laws cannot be confirmed. You agree to indemnify and hold GallanDigital harmless from any claims, penalties, or liabilities arising from your violation of applicable export control laws.

Taxes and Payment Terms

All purchases on the GallanDigital platform are processed through Stripe, Inc. Payment is due at the time of purchase. GallanDigital does not extend credit or offer deferred payment terms.

The purchase price displayed at checkout is inclusive of any applicable platform fees. GallanDigital collects and remits applicable sales tax where required by law through its payment processing infrastructure. You are responsible for any additional taxes, duties, or levies imposed by your jurisdiction on the purchase or use of digital products that are not collected by GallanDigital at checkout.

GallanDigital does not provide tax advice. If you have questions about the tax treatment of your purchase, consult a qualified tax professional. Nothing in this Agreement creates any obligation on GallanDigital to issue invoices, receipts, or tax documentation beyond what is automatically generated by the Stripe payment processing system at the time of purchase.

Privacy

Your use of the GallanDigital platform is subject to GallanDigital's Privacy Policy, available at gallandigital.com/privacy, which is incorporated into this Agreement by reference. The Privacy Policy describes how GallanDigital collects, uses, and protects information you provide in connection with your use of the platform and any Product purchases. By using the platform, you consent to the data practices described in the Privacy Policy.

GallanDigital does not sell your personal information to third parties. Information shared with Contributors in connection with a purchase is limited to what is necessary to fulfill the transaction and is subject to the Privacy Policy.

Term and Termination

11.1 Term

This Agreement is effective as of the date of confirmed payment and continues in perpetuity unless terminated in accordance with this Section.

11.2 Termination for Breach

This Agreement and the license granted hereunder terminate automatically and immediately, without notice, upon any breach of Sections 5 (Prohibited Uses) or 6 (Intellectual Property Ownership) by you or any Authorized User. Termination for other material breaches of this Agreement requires written notice from GallanDigital identifying the breach. If the breach is capable of cure, the Licensee shall have 10 business days from receipt of written notice to cure. If the breach is not cured within that period, the Agreement terminates at the end of the cure period.

11.3 Effect of Termination

Upon termination of this Agreement for any reason:

• All license rights granted to you under this Agreement immediately cease
• You must immediately cease all use of the Product and all Derivative Works based on the Product
• You must permanently delete or destroy all copies of the Product in your possession or control, including copies stored on any device, cloud storage, or backup system
• You must, upon request, certify in writing to GallanDigital that all copies have been destroyed

Termination does not entitle you to a refund of any purchase price paid. Refunds are governed exclusively by GallanDigital's Refund & Dispute Policy.

11.4 Survival

Sections 5, 6, 8, 9, 11.3, 12, 13, 14, 15, 16, 17, 18, 19, and 20 survive termination of this Agreement.

Remedies for Breach

You acknowledge that a breach of Sections 5 or 6 of this Agreement would cause irreparable harm to GallanDigital and the Contributor for which monetary damages alone would be an inadequate remedy. Accordingly, in addition to any other remedies available at law or in equity, GallanDigital and the Contributor shall be entitled to seek immediate injunctive or other equitable relief from any court of competent jurisdiction without the requirement of posting bond or proving actual damages.

In addition to injunctive relief and actual damages, a Licensee who commits a prohibited use under Section 5 shall be liable to GallanDigital for liquidated damages in an amount equal to the greater of: (a) three times (3x) the original purchase price of the Product; or (b) five hundred dollars ($500.00) per incident of unauthorized distribution or resale. The parties agree that these liquidated damages represent a reasonable pre-estimate of GallanDigital's actual losses, which are difficult to calculate precisely and include, without limitation, lost licensing revenue from unauthorized recipients, harm to the platform's integrity and contributor relationships, and costs of investigation and enforcement. These liquidated damages are compensatory in nature and are not intended as a penalty.

GallanDigital reserves the right to permanently suspend the Licensee's account and bar future purchases on the platform upon a confirmed breach of Section 5.

Disclaimer of Warranties

THE PRODUCTS ON THE GALLANDIGITAL PLATFORM ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, GALLANDIGITAL AND ITS CONTRIBUTORS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION: ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

GallanDigital does not warrant that any Product: (a) will meet your specific business requirements or produce particular outcomes; (b) is free from errors, inaccuracies, or outdated information; (c) is suitable for use in your specific industry, jurisdiction, or regulatory context; or (d) reflects current legal, regulatory, or professional standards applicable to your operations.

Products on the GallanDigital platform are operational tools and frameworks designed for use by credentialed professionals. Their application requires the exercise of professional judgment by the Licensee. GallanDigital does not provide legal, financial, accounting, tax, engineering, or other professional advice through the sale of Products. Nothing in any Product constitutes professional advice, and the Licensee should consult qualified professionals for advice specific to their situation.

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, GALLANDIGITAL'S TOTAL LIABILITY TO THE LICENSEE ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY PRODUCT, OR THE LICENSEE'S USE THEREOF SHALL NOT EXCEED THE AMOUNT PAID BY THE LICENSEE FOR THE SPECIFIC PRODUCT GIVING RISE TO THE CLAIM.

IN NO EVENT SHALL GALLANDIGITAL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, LOST REVENUE, LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, OR COST OF SUBSTITUTE PRODUCTS, ARISING OUT OF OR RELATED TO THIS AGREEMENT OR ANY PRODUCT, EVEN IF GALLANDIGITAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

The foregoing limitations apply regardless of the theory of liability — whether in contract, tort, strict liability, or otherwise — and survive failure of any essential purpose of any limited remedy.

Indemnification

You agree to defend, indemnify, and hold harmless GallanDigital, its members, managers, officers, employees, agents, and Contributors from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorney's fees) arising out of or related to: (a) your use of any Product in violation of this Agreement; (b) your use of any Product in a manner that infringes the rights of any third party; (c) any Client Deliverable in which you incorporate a Product; or (d) any breach of your representations, warranties, or obligations under this Agreement.

Dispute Resolution and Binding Arbitration

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS.

16.1 Informal Resolution

Before initiating arbitration, the parties agree to attempt good-faith informal resolution for 30 calendar days following written notice of the dispute to support@gallandigital.com.

16.2 Binding Arbitration

If informal resolution fails, all disputes arising out of or relating to this Agreement or any Product shall be resolved by binding arbitration administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator in Cobb County, Georgia. The arbitrator's decision is final and binding and may be entered as a judgment in any court of competent jurisdiction.

16.3 Class Action Waiver

All arbitrations shall be conducted on an individual basis only. You may not bring claims as a plaintiff or class member in any class action, collective action, or representative proceeding. The arbitrator has no authority to consolidate claims or preside over any class or representative proceeding.

16.4 Exceptions

Either party may seek emergency injunctive or equitable relief from a court of competent jurisdiction to prevent irreparable harm pending arbitration, without waiving the right to arbitrate the underlying dispute.

16.5 Governing Law and Costs

The arbitration shall be governed by the Federal Arbitration Act (9 U.S.C. § 1 et seq.) and, to the extent not preempted, the laws of the State of Georgia. Each party bears its own costs unless the arbitrator finds a claim or defense was frivolous.

Governing Law

Except as governed by the Federal Arbitration Act under Section 16, this Agreement is governed by and construed in accordance with the laws of the State of Georgia, without regard to its conflict of law provisions. To the extent any dispute is not subject to arbitration under Section 16, the parties consent to the exclusive jurisdiction of the state and federal courts located in Cobb County, Georgia.

Electronic Acceptance

This Agreement is accepted electronically. By completing a purchase, clicking "I Agree" or "Purchase," or by downloading or accessing any Product, you affirmatively agree to be bound by this Agreement. Such electronic acceptance is legally binding under the Electronic Signatures in Global and National Commerce Act (E-SIGN) and the Georgia Electronic Records and Signatures Act (O.C.G.A. § 10-12-1 et seq.). GallanDigital maintains records of acceptance in accordance with the requirements of these statutes.

Relationship of the Parties

This Agreement does not create and shall not be construed to create any partnership, joint venture, franchise, agency, or employment relationship between you and GallanDigital. Neither party has the authority to bind the other or to incur any obligation on behalf of the other. GallanDigital's role is limited to operating the platform through which Contributors offer Products for sale to buyers. GallanDigital is not a party to the underlying transaction between you and the Contributor, except as expressly set forth in this Agreement and GallanDigital's Terms of Service.

General Provisions

20.1 Entire Agreement

This Agreement, together with GallanDigital's Terms of Service, Privacy Policy, Refund & Dispute Policy, and any product-specific license terms, constitutes the entire agreement between you and GallanDigital with respect to your use of any Product. It supersedes all prior and contemporaneous agreements, representations, and understandings on the subject matter hereof.

20.2 Severability

If any provision of this Agreement is found invalid or unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, or severed if modification is not possible. The remaining provisions continue in full force and effect. If Section 16.3 (Class Action Waiver) is found unenforceable, the entirety of Section 16 shall be severed and class claims resolved in court.

20.3 Modifications

GallanDigital reserves the right to update this Agreement at any time by posting a revised version at gallandigital.com with an updated effective date. For modifications that materially affect your license rights or obligations, GallanDigital will make reasonable efforts to notify you via email at the address on file.

Modifications to this Agreement do not apply retroactively to Products already purchased, except that GallanDigital may update the dispute resolution, governing law, arbitration, or legal compliance provisions of this Agreement for all platform users — including those with prior purchases — with 30 calendar days' written notice. Continued use of the platform or access to any purchased Product following the effective date of such an update constitutes acceptance of the revised terms.

20.4 No Waiver

Failure by GallanDigital to enforce any provision of this Agreement shall not constitute a waiver of its right to enforce that provision in the future.

20.5 Assignment

You may not assign or transfer this Agreement or any license rights hereunder without the prior written consent of GallanDigital. GallanDigital may assign this Agreement in connection with a merger, acquisition, or sale of substantially all of its assets without your consent. Any purported assignment in violation of this Section is void.

20.6 Force Majeure

GallanDigital shall not be liable for any delay or failure to perform its obligations under this Agreement due to causes beyond its reasonable control, including acts of God, internet outages, payment processor failures, governmental action, or other force majeure events.

20.7 Contact

Questions regarding this Agreement should be directed to:

Gallan Digital LLC
27 Troone Ct
Hiram, Georgia 30141

Email: legal@gallandigital.com